Notice of 9th Annual General Meeting will be held on Friday 25th September, 2026 at 3:00 PM Through VC/OAVM

KRN HEAT EXCHANGER AND REFRIGERATION LIMITED Registered & Work Office: Plot No.: F-46,47,48,49, EPIP, RIICO Industrial Area, Neemrana – 301705 (RJ) CIN No.: L29309RJ2017PLC058905 Contact No. 9116629184 Date: September 02, 2026 To, To, BSE Ltd National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Dalal Street, Exchange Plaza, C-I Block G, Bandra Kurla Mumbai- 400001, Maharashtra, India Complex, Bandra (East), Mumbai-400051, Maharashtra, India Script Code: 544263 Script Symbol: KRN ISIN: INE0Q3J01015 Subject: Notice of 9th Annual General Meeting of the Company Dear Sir/Madam, This is to inform that the 9th Annual General Meeting (AGM) of the Company will be held on Friday, the 25th September, 2026 at 03:00 PM (IST), through Video Conferencing (VC)/ Other Audio Visual Means (OAVM), in accordance with the applicable provisions of the Companies Act, 2013 (“the Act”) and the Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“the Listing Regulations”) read with relevant Circulars issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”). Pursuant to Regulation 34 read with Schedule V to the Listing Regulations, we submit herewith the Annual Report for the Financial Year ended 31st March, 2026 and the Notice convening the 9th AGM of the Company. In compliance with the relevant Circulars issued by MCA and SEBI, the Annual Report for the Financial Year 2025-26 and the Notice convening the 9th AGM, is being sent to all the Members whose E-mail addresses are registered with the Company/ Depository Participant(s). The said documents are also being uploaded on the website of the Company at www.krnheatexchanger.com. The Company has fixed Friday, the 18th September, 2026 as the ‘cut-off date’ for ascertaining the names of the Members who will be entitled to cast their votes through remote e-Voting facility during Tuesday, the 22nd September, 2026 from 9:00 A.M. (IST) to Thursday, the 24th September, 2026 till 5:00 P.M. (IST) and through e-Voting during the AGM in respect of the business to be transacted at the aforesaid AGM. Thanking You, For KRN Heat Exchanger and Refrigeration Limited Jitendra Kumar Sharma Company Secretary (+91)-9116629184 info@krnheatexchanger.com www.krnheatexchanger.com KRN HEAT EXCHANGER AND REFRIGERATION LIMITED CIN: L29309RJ2017PLC058905 REGISTERED OFFICE: Plot No. F-46,47,48,49, EPIP, RIICO Industrial Area Neemrana, Alwar, Rajasthan, India, 301705 | , Phone: 9116629184 Website: www.krnheatexchanger.com | Email Id: investors@krnheatexchanger.com NOTICE Notice is hereby given that the 9th (Ninth) Annual General deeds and things as it may consider necessary and proper Meeting (“AGM”) of the members (“Members or Shareholders”) to give effect to this resolution.” of KRN Heat Exchanger and Refrigeration Limited (KRN/ 4. To approve the revision in remuneration of Mr. Santosh the Company”) will be held on Friday, September 25, 2026 at Kumar Yadav, Chairman and Managing Director of the 3:00 p.m. IST through Video Conferencing (“VC”) / Other Audio Company Visual Means (“OAVM”), to transact the following businesses. To consider and, if thought fit, to pass the following resolution as an Special Resolution: ORDINARY BUSINESS: “ RESOLVED THAT pursuant to the provisions of Sections 1. To receive, consider and adopt the audited standalone 196, 197, 198, 203 and Schedule V of the Companies Act, and Consolidated financial statements of March 31, 2026 2013 (‘the Act’) and other applicable provisions of the Act together with the Reports of the Board of Directors and read with Companies (Appointment and Remuneration Auditors thereon. of Managerial Personnel) Rules, 2014, including any 2. To appoint a Director in place of Mr. Manohar Lal (DIN: statutory modification(s) or re-enactment(s) thereof, 10040507), who retires by rotation and being eligible, for the time being in force, Regulation 17(6)(e) and offers himself for re-appointment. other applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘the SPECIAL BUSINESS: Listing Regulations’), as amended from time to time, Articles of Association of the Company, Nomination 3. To ratify the remuneration payable to M/s. R S Chauhan & Associates, Cost Accountants, Cost Auditor of the and Remuneration Policy of the Company or other Company for the Financial Year ending on March 31, necessary approvals, if any, as may be required, under 2026. any enactment or law for the time being in force, and on the recommendation of Nomination and Remuneration To consider and, if thought fit, to pass the following Committee and approval of the Board of directors, the resolution as an Ordinary Resolution: consent of Members of the Company, be and is hereby “ RESOLVED THAT pursuant to the provisions of accorded for the payment of revised remuneration to Section 148(3) of the Companies Act, 2013 read with Mr. Santosh Kumar Yadav (DIN: 07789940), Chairman and Rule 14 of Companies (Audit and Auditors) Rules, 2014, Managing Director of the Company, w.e.f. 1st April, 2026 and the Companies (Cost Records and Audit) Rules, as detailed below: 2014and other applicable provisions of the Companies a) Salary of Rs. 1,26,00,000/- (Rupees One Crore Act, 2013(including any statutory modification(s) or Twenty Six Lakhs Only) per annum (inclusive of basic amendment(s) thereto or re-enactment(s) thereof, salary, house rent allowance, special allowance, for the time being in force), the remuneration payable conveyance allowance, medical allowance and any to M/s. R S Chauhan & Associates, Cost Accountants other allowance). (FRN: 003517), appointed by the Board of Directors on b) In addition to above Salary, Mr. Santosh Kumar the recommendation of the Audit Committee, as Cost Yadav shall be entitled to Company maintained car Auditors of the Company for conducting audit of the with driver, reimbursement of expenses including cost records of the Company for the financial year 2026- telephone/cell phone/internet expenses/ travel 27, , amounting to Rs. 1,50,000/- (Rupees one lakh fifty expenses incurred for the purpose of the business thousand only) plus applicable tax and reimbursement of of the Company, medical insurance premium for self out-of- pocket expenses incurred in connection with the and family, health & personal accident insurance, aforesaid audit, be and is hereby ratified. leave encashment and gratuity etc. as per the R ESOLVED FURTHER THAT the Board of directors of the policies of the Company and as may be decided by Company be and is hereby authorised to do all such acts, the Board from time to time. 2 KRN Heat Exchanger and Refrigeration Limited c) The following perquisites shall not be included in the the Company, w.e.f. 1st April, 2026 as detailed below: computation of the ceiling on remuneration: a) Salary of Rs. 84,00,000/- (Rupees Eighty Four Lakhs i) contribution to provident fund, superannuation Only) per annum (inclusive of basic salary, house fund or annuity fund to the extent these either rent allowance, special allowance, conveyance singly or put together are not taxable under the allowance, medical allowance and any other Income-tax Act, 1961; allowance). ii) gratuity payable at a rate not exceeding half b) In addition to above Salary, Mrs. Anju Devi shall be a month’s salary for each completed year of entitled to Company maintained car with driver, service; and reimbursement of expenses including telephone/ iii) encashment of leave at the end of the tenure. cell phone/internet expenses/ travel expenses incurred for the purpose of the business of the d) No sitting fees shall be paid to Mr. Santosh Kumar Company, medical insurance premium for self and Yadav for attending the meeting of the Board of family, health & personal accident insurance, leave Directors or Committee(s) thereof. encashment and gratuity etc. as per the policies of e) No severance fees will be paid t [Showing first 8,000 characters — download PDF for full document]